New England Pasta Bake

Recipe is from Rachael Ray.

• Ready In: 55 mins
• Serves: 6

Ingredients

• 4  tablespoons butter, divided
• 1  yellow onion, cut into medium dice
• 1  celery rib, cut into medium dice
• 2  carrots, cut into medium dice
•  salt & freshly ground black pepper
• 2  boiling potatoes, peeled and cut into medium dice
• 1 1⁄2 teaspoons fresh thyme leaves, minced (about 6 sprigs) or 1⁄2 teaspoon dried thyme
• 3 (6 1/2ounce) cans  chopped clams, juice drained and reserved
• 1  lb medium pasta shell
• 1⁄4 cup all-purpose flour
• 1  cup milk
• 1  cup  breadcrumbs
• 1⁄4 cup  grated parmigiano-reggiano cheese

Directions

1. Pre-heat the broiler. Place a large pot of salted water over high heat to boil.
2. Place a large skillet over medium heat with 2 tablespoons butter. Add the onion, celery and carrots; season with salt and pepper and cook until tender but not caramelized, 5-6 minutes. Add the potatoes, thyme, juice of the clams and 1/2 cup of water to the skillet and bring the liquids up to a bubble. Cover the pot, reduce the heat to medium and simmer until the potatoes are tender, 8-10 minutes.
3. While the veggies are simmering, drop the pasta into the boiling water and cook to al dente, according to the package directions. Just before the pasta is ready, reserve a large mug of the starchy cooking water. Drain the pasta and return it to the pan it was cooked inches.
4. While the veggies and pasta are cooking, place a medium size saucepot over medium heat with the remaining 2 tablespoons butter. Sprinkle the flour over the melted butter and cook for 1 minute. Whisk the milk and 1 cup of starchy cooking water into the roux and bring up to a bubble. Add the clams to the sauce; season with salt and pepper and simmer until thickened, about 1 minute. Reserve warm.
5. When everything is ready, toss the cooked veggies and prepared sauce with the cooked pasta and transfer to a large casserole dish.
6. Sprinkle the breadcrumbs and grated cheese over the surface of the casserole and brown under the broiler.